North Carolina Foreign Registration L-09 for LLCs
Filing Form L-09 as a foreign LLC in North Carolina
Form L-09 is the application a foreign LLC files with the North Carolina Secretary of State to obtain a certificate of authority, and it costs $250, or $350 if you add 24-hour filing. It has 11 numbered items and goes with an original certificate of existence. Our price for preparing it is $199, with the state charges on top, or you can work through this page and file it yourself.
Form L-09 summary
- Filed by
- An LLC formed outside North Carolina
- Statute
- G.S. 57D-7-03
- State fee
- $250; $350 with 24-hour filing; $450 same day
- Signed by
- One of the officials named in the officials item
- Attachment
- Original certificate of existence, under 6 months old
- Send to
- P.O. Box 29622, Raleigh, NC 27626-0622
- Number of copies
- one executed original application, specific to the entity type
Field guide, item by item
| Item | Fill in | Check |
|---|---|---|
| 1 | The LLC's name as the home state shows it; if North Carolina cannot take it, the name you want here | Ending included and spelled as at home |
| 2 | The jurisdiction whose law created the LLC | Must match the certificate |
| 3 | Principal office details: telephone, street address and county, with a mailing address if mail goes elsewhere; or the statement that there is no principal office | A real street address |
| 4 | The registered agent's name | Eligible to serve in North Carolina |
| 5 | The agent's North Carolina street address and county | In North Carolina |
| 6 | A North Carolina mailing address for the agent, only if it differs | May be a box |
| 7 | Names, titles and business addresses of current company officials | The signer is on the list |
| 8 | The statement that an original certificate of existence is attached | Under six months old, not a copy |
| 9 | A resolution of the managers adopting a different name, if one is needed | Attached when item 1 gives a different name |
| 10 | Optional business email for the free filing alert | An address someone reads |
| 11 | A delayed effective date or time, if wanted | No more than 90 days out |
At the bottom you date the form, repeat the LLC's name, and have a company official sign and print a name and title. A closing note restates the $250 fee and says where to file.
Name and place: items 1 to 3
The first line of the form does double duty. Write the LLC's name there exactly as its formation state records it. If North Carolina cannot take that name, add the name you intend to use here, and enclose the managers' resolution (item 9) that adopts it. The second item is simply the home jurisdiction. The third wants the principal office, meaning the telephone number, street address and county, with a different mailing address only if mail does not arrive at the street. If the LLC has no principal office, that is what you say instead.
The agent block: items 4 to 6
Three entries tell the state where legal papers should be delivered. The agent's name goes first. The registered office follows, as a street address with its county, and it must lie within North Carolina. Last is a North Carolina mailing address, wanted only when mail does not reach the street address. The form's instructions list who may act as agent: a North Carolina resident; a North Carolina corporation, nonprofit corporation or LLC; an out-of-state corporation, nonprofit corporation or LLC that is authorized in North Carolina. If you use a commercial agent, copy its North Carolina office address exactly.
People and proof: items 7 and 8
Item 7 is the roll of company officials, each with a title and a usual business address, and the form insists that its signer appear on that roll, so decide who signs before you fill it in. Item 8 is the enclosure, a certificate of existence or its home-state equivalent, authenticated by the official responsible for LLC records where the company was formed. The form adds that the certificate must be under six months old and that a photocopy of the certification is refused. We request a fresh original for every filing.
Housekeeping: items 9 to 11
Item 9 comes into play only when the LLC needs a substitute name. Item 10 invites a business email address for the state's free notification, which fires each time a document is filed under the company's name; the state keeps the address off its website and says the service helps stop fraudulent filings. Item 11 sets a delayed effective date or time if you want one, and if you give only a date, the document becomes effective at 11:59:59 p.m. that day.
Rush options on this form
Form L-09 can go in at regular speed, with 24-hour filing for $100 extra, or with same-day filing for $200 extra if the Division has it by 12:00 noon Eastern. A rush request is met once the state either files the document or sends it back. For most LLCs the real question is not the form, but whether the certificate of existence is already in hand.
Paying and sending
A paper check is made out to the North Carolina Secretary of State. Mail it to P.O. Box 29622, Raleigh, NC 27626-0622, or hand it over in Raleigh during Monday through Friday, 8:00 a.m. to 5:00 p.m.. Online, a card payment carries $3 and ACH carries $2; a check or online payment that fails is charged $35. We file online from our own account and pass the state's charges to you at cost.
Reasons the Division sends a Form L-09 back
- A photocopy was attached instead of the original certificate.
- The certificate is six months old or more.
- The signer is not named in item 7.
- The name in item 1 does not match the certificate.
- A different name was given with no resolution behind it.
- The registered office street address is outside North Carolina.
- The fee did not accompany the application.
Completing Form L-09
Obtain the certificate
The authenticated original, dated within 6 months.
Fill in items 1 to 7
Name, jurisdiction, offices, agent and officials.
Add the resolution if needed
Only when item 1 uses a different North Carolina name.
Sign and date
By an official named in item 7.
Pay and choose a speed
$250 plus any rush option.
File
Submit it online, by post or at the counter in Raleigh.
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Form L-09 questions
Does the form need a notary?
No. An official of the LLC signs it, with a printed name and title.
Can a manager who is not an official sign?
Only if that person is named in the officials item. The signer must be listed there.
How many items does it have?
11, numbered 1 to 11.
Can the LLC file with no principal office?
Yes. Item 3 has a choice for an LLC with no principal office.
Is a professional LLC treated differently?
The form warns that a foreign LLC rendering a professional service must contact the North Carolina licensing board about extra licensing. A North Carolina business lawyer can explain what your profession requires.
Fixed fee, state fees at cost
- The state form for your entity type, completed from your answers
- An original certificate of existence from your home state, requested for you
- Filed electronically with the Business Registration Division in Raleigh
- A North Carolina registered agent: ours, or the one you pick
- Your issued certificate and the date of your first April 15 report
- Renewal: after the first year, the agent service renews at $149 a year
State filing fees and any rush option are charged at cost and listed apart from our fee. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
State sources
- North Carolina Secretary of State, LLC fee schedule
- Form L-09, Application for Certificate of Authority (LLC)
- North Carolina Secretary of State, Business Registration fees (nonprofit, LLP, expedite, payment fees)
- North Carolina Secretary of State, Business Registration forms
- North Carolina Secretary of State, Business Registration Division (turn-around times)
- North Carolina Secretary of State, Business Registration forms list (nonprofit, LP and LLP forms)
- North Carolina Secretary of State, annual report due dates
- N.C. Gen. Stat. 57D-7-03 (application for certificate of authority)
- North Carolina Secretary of State, Register a Foreign Business: requirements
Need to be registered in North Carolina soon?
Order online, choose a rush option if you need one, and we prepare and file the application.